E_mg_GB_03_vorne-29_3_04

More documents

Recommendations

Info

10 Annual financial statements and consolidated financial statements for 2003 The 2003 annual financial statements of mg technologies ag and the management report as well as the consolidated financial statements and the Group management report prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) have been audited by KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft, Berlin and Frankfurt am Main, and have been given their unqualified opinion. The auditors have confirmed that the consolidated financial statements and the Group management report qualify for exemption from the duty to prepare accounts in accordance with German law (section 292 a of the German Commercial Code (HGB)). The Executive Board has put in place a risk management system that meets the regulatory requirements. Prior to the Supervisory Board meeting held on March 29, 2004 for the purpose of establishing the financial statements, the members of the Supervisory Board had been given copies of the annual financial statements, the management report, and the Executive Board’s proposal to carry any profits or losses forward to the next period, as well as the consolidated financial statements, the Group management report, and the independent auditors’ reports for the 2003 fiscal year. These documents were discussed and scrutinized at the Audit Committee meeting on March 23, 2004 and at the plenary session held on March 29, 2004 for the purpose of establishing the financial statements. The auditors who signed the audit reports attended both meetings and reported on the procedures used and the material findings of their audit. They were available to answer any questions. The Supervisory Board agreed with the auditors’ findings and, having conducted its own audit, found that it had no reservations to make. The Supervisory Board agreed with the Executive Board’s proposal for the appropriation of profits and losses. At its meeting on March 29, 2004, the Supervisory Board approved the consolidated financial statements for 2003 and the annual financial statements of mg technologies ag for 2003. The annual financial statements of mg technologies ag have thus been ratified. Personnel changes on the Supervisory Board and Executive Board On the employee side, Heinz-Joachim Miller left the Supervisory Board on his retirement on May 31, 2003. Gerhard Adams was legally appointed as his successor with effect from June 2, 2003. Mr. Adams, along with the other employee representatives on the Supervisory Board, had already been elected as a delegate member of the Supervisory Board for the new term of office. The term of office of the shareholder representatives on the Supervisory Board also expired at the end of the Annual Shareholders’ Meeting on June 3, 2003. Helmut Werner, the incumbent Chairman of the Supervisory Board, and Dr. Karl-Hermann Baumann, Dr. Diethart Breipohl, Professor Dr. Dr. h.c. Joachim Funk and Justus Mische did not stand for re-election. Dieter Ammer, Dr. Otto Happel, Dr. Jürgen Heraeus, Dr. Gerhard Jooss and Professor Dr. med. Dr. h.c. Rolf Krebs were elected to the
MANAGEMENT SHARE STRATEGY SPECIAL SECTION MANAGEMENT REPORT FINANCIAL STATEMENTS FURTHER INFORMATION Executive Board • Letter to the Shareholders • Supervisory Board • Report of the Supervisory Board • Corporate Governance at mg Supervisory Board as new shareholder representatives. Dr. Jürgen Heraeus was elected as Chairman of the Supervisory Board and Reinhold Siegers was elected its Deputy Chairman at the constituent meeting following the Annual Shareholders’ Meeting. The committees were also elected: the members of the Chairman’s Committee are Dr. Jürgen Heraeus (Chairman), Dieter Ammer, Dr. Otto Happel, Reinhold Siegers, Michael Vassiliadis and Wolfgang Wick. Dr. Gerhard Jooss (Chairman), Rainer Gröbel, Dr. Jürgen Heraeus and Dieter Rehbein make up the Audit Committee. The Mediation Committee pursuant to section 27 (3) of the German Codetermination Act (MitbestG) consists of Dr. Jürgen Heraeus (Chairman), Dr. Otto Happel, Reinhold Siegers and Wolfgang Wick. The following personnel changes on the Supervisory Board also took place in 2003: Khaled Al-Sabah, who had stepped down from the Supervisory Board with effect from July 20, 2003, was succeeded by Ahmed Bastaki, who was officially appointed with effect from September 2, 2003. Dr. Eberhard Zinn left the Supervisory Board with effect from December 31, 2003. He was succeeded by Dr. Andreas Rittstieg, an attorney, who was officially appointed with effect from February 10, 2004. The following persons stepped down from the Executive Board: Dr. Karl Josef Neukirchen, Chairman, on May 30, 2003; Dr. Rolf G. Niemann on August 15, 2003; and Dr. Fritz Lehnen on October 2, 2003. On June 3, 2003, Udo Stark was appointed as a member of the Executive Board with effect from June 4, 2003 and was named as its Chairman. In addition to his position as finance director on mg’s Executive Board, Karlheinz Hornung was appointed as personnel director with effect from August 16, 2003. Klaus Moll joined the Executive Board on December 1, 2003, taking over responsibility for industrial plant engineering from Dr. Lehnen. At its meeting in December, the Supervisory Board appointed Peter Steiner with effect from March 1, 2004 to take over as finance director from Mr. Hornung, who is leaving the Executive Board on March 31. The Supervisory Board would like to thank the managements, employee representatives and, especially, all employees of the companies in the mg technologies Group for their considerable personal dedication and valuable contribution in 2003. We will always honor the memory of Helmut Werner, who passed away in February of this year. As Chairman of the Supervisory Board, Mr. Werner placed his strong personal commitment and entrepreneurial vision at the company’s disposal from April 1998 through June 2003. Dr. Eberhard Zinn, who served on mg’s Supervisory Board from 1994 through 2003, died in March of this year. We shall also honor his memory. Frankfurt am Main, March 29, 2004 Dr. Jürgen Heraeus Chairman of the Supervisory Board 11
Page 1 and 2: “2003 was a year of transition fo
Page 3 and 4: Consolidated Key Figures 2003 RESUL
Page 5 and 6: Creating freedom for action CONTENT
Page 7 and 8: MANAGEMENT SHARE STRATEGY SPECIAL S
Page 13: MANAGEMENT SHARE STRATEGY SPECIAL S
Page 25 and 26: zation As the world’s population
Page 33 and 34: The pharmaceutical industry will co
Page 37 and 38: Milk Last year, over 160 million co
Page 39 and 40: The MODUL tablet press produced by
Page 45 and 46: For a technology-driven organizatio
Page 65 and 66:
MANAGEMENT SHARE STRATEGY SPECIAL S
Page 67 and 68:
Page 69 and 70:
Page 71 and 72:
Page 73 and 74:
Page 75 and 76:
Page 77 and 78:
Page 79 and 80:
Page 81 and 82:
mg's mission is to ensure sustainab
Page 83 and 84:
Page 85 and 86:
Page 87 and 88:
Page 89 and 90:
Page 91 and 92:
Page 93 and 94:
Page 95 and 96:
Page 97 and 98:
Page 99 and 100:
Page 101 and 102:
Page 103 and 104:
Page 105 and 106:
Page 107 and 108:
Page 109 and 110:
Page 111 and 112:
Page 113 and 114:
Page 115 and 116:
Page 117 and 118:
Page 119 and 120:
Page 121 and 122:
Page 123 and 124:
Page 125 and 126:
Page 127 and 128:
Page 129 and 130:
Page 131 and 132:
Page 133 and 134:
Page 135 and 136:
Page 137 and 138:
Page 139 and 140:
Page 141 and 142:
Page 143 and 144:
Page 145 and 146:
Page 147 and 148:
Page 149 and 150:
Page 151 and 152:
Page 153 and 154:
Page 155 and 156:
Page 157 and 158:
Page 159 and 160:
Page 161 and 162:
Page 163 and 164:
MANAGEMENT AKTIE STRATEGIE SONDERTE
Page 165 and 166:
Page 167 and 168:
Page 169 and 170:
Page 171 and 172:
Page 173 and 174:
Page 175 and 176:
Page 177 and 178:
Page 179 and 180:
Page 181 and 182:
Page 183 and 184:
Page 185:
Key Figures for the mg Group RESULT
show all

E_mg_GB_03_vorne-29_3_04

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?